Mosaic ImmunoEngineering is a nanotechnology-based immunotherapy company developing therapeutics and vaccines to positively impact the lives of patients and their families.

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Message: RE: 8k... will add almost 21 mil to float? Could someone explain?

RE: 8k... will add almost 21 mil to float? Could someone explain?

posted on Mar 18, 2006 10:29AM
Incite,

Maybe I am totally missing something. I am working off of the following press release yesterday:

http://biz.yahoo.com/e/060317/ptsc.ob8-k.html

Item 3.02 Unregistered Sale of Equity Securities.

On February 23, 2006, the Company issued 20,877,430 shares of its Common Stock to Swartz Private Equity, LLC. The issuance occurred as a consequence of the conversion by Swartz Private Equity, LLC of $109,842 of accrued interest on, and the principal amount of, a $723,167 debenture issued by the Company to Swartz Private Equity, LLC on March 23, 2004. The conversion was made in accordance with the terms of the debenture. The Company relied on Section 4(2) of the Securities Act (the Act) for an exemption from the registration requirements of the Act with regard to this issuance.

When I read this, it appears that SPE loaned PTSC some amount (now $723K) with accrued interest of $$109K. So, we gave them 20M shares to erase this debt. I realize this was arranged at a time when the PPS was probably nothing, and we needed capital bad! I am also not saying that we made a bad deal...this is common practice...just merely stating that they got a great deal $30M + in stock ownership as repayment for less than $1M in debt. SPE in my mind are genious! Like I said, I am greedy! I wish i would have loaned PTSC this money back than. In the mean time the stock has been more diluted. 5% of Rambus...not a big deal....they only have 100M outstanding shares. We on the other hand are pushing 400M. Just my thoughts. Maybe completely missing the boat on this one. Just a technical guy and will focus more on trying to figure out if Cell Technology infringes on our patents! Good luck to all!

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